Companies' Warranties and Obligations Sample Clauses

Companies' Warranties and Obligations a) The Companies and Pollstar shall be solely responsible for the development of the Pollstar Store. There shall be no responsibility from AEC for any part of the development of the UBL/Pollstar Store. b) The Companies may re-purpose a portion of the UBL store front-end (using AEC and UBL technology and proprietary data) to create the Pollstar Store, while maintaining the Pollstar Website appearance. The Companies herein represent that the Pollstar's databases shall not misrepresent the relationship established herein, or imply that a relationship exists between AEC and Pollstar and the Pollstar Store. c) AEC data, and the actual e-commerce transactions conducted, shall reside and be processed on UBL servers. d) UBL shall insure the AMG data served to the Pollstar site adheres to AEC branding pursuant to the Agreement. Changes to provisions in the Agreement, if any, shall be as follows: _________________. e) The Companies shall all times protect and preserve AEC's rights under the Agreement and this Amendment. f) The Companies shall not transfer or issue any AEC technology , including AMG content and property to Pollstar for use on Pollstar's own servers, and at no time shall Pollstar exercise any control over any AEC technology and AMG content or property. g) The creation of the Pollstar Store shall not, under this amendment, create any right or a sublicense of AEC property to Pollstar or create any relationship whatsoever between AEC and Pollstar. h) Pollstar shall not be considered an agent of AEC. i) As Pollstar may be deemed an affiliate of Companies, AEC may publicly announce that Pollstar is AEC's chosen fulfillment source. j) The Companies shall make certain that Pollstar indicate publicly that AEC is Pollstar's Consumer Direct Fulfillment source for CD/Cassette product sold through its Pollstar Store site. k) UBL shall manage and support the Pollstar Store, including merchandising, marketing, promotion and visuals. l) UBL shall make AEC the product fulfillment partner for the entire period in which the Companies support Pollstar's e-commerce solution and UBL shall make AEC Pollstar's supplier of first resort for all product orders supportive of AEC inventory.
Sample 1
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Related to Companies' Warranties and Obligations

  • Survival of Representations and Obligations The respective agreements, representations, warranties and other statements made by the Issuer, the Company or the Seller or their respective officers, including any such agreements, representations, warranties and other statements relating to the Master Trust, and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation, or statement as to the results thereof, made by or on behalf of the Underwriters, the Issuer, the Company or the Seller or any of their respective officers or directors or any controlling person, and will survive delivery of and payment of the Notes. The provisions of Section 9 and Section 10 of this Agreement shall survive the termination or cancellation of this Agreement.

  • Survival of Rights, Duties and Obligations 17.6.1 Termination of this Agreement for any cause shall not release a Party from any liability which at the time of termination has already accrued to the other Party or Parties or which thereafter may accrue in respect of any act or omission prior to such termination.

  • Survival of Rights and Obligations The provisions relating to Access Rights and Confidentiality, for the time period mentioned therein, as well as for Liability, Applicable law and Settlement of disputes shall survive the expiration or termination of this Consortium Agreement. Termination shall not affect any rights or obligations of a Party leaving the Consortium incurred prior to the date of termination, unless otherwise agreed between the General Assembly and the leaving Party. This includes the obligation to provide all input, deliverables and documents for the period of its participation.

  • Survival of Representations, Warranties and Agreements Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall survive the execution of this Agreement, the delivery to the Investor of the Shares being purchased and the payment therefor.

  • Effectiveness of Representations, Warranties and Agreements (a) Except as set forth in Section 10.1(b) of this Agreement, the representations, warranties, covenants and agreements of each party hereto shall remain operative and in full force and effect regardless of any investigation made by or on behalf of any other party hereto, any Affiliate of such party or any of their officers, directors, representatives or agents whether prior to or after the execution of this Agreement.

  • Representations and Warranties and Agreements The Adviser represents and warrants to the Sub-Adviser, on an on-going basis, that:

  • Assumption of Liabilities and Obligations As of the Closing Date, Buyer shall assume and undertake to pay, discharge, and perform all obligations and liabilities of Seller under the Licenses and the Assumed Contracts insofar as they relate to the time on and after the Closing Date, and arise out of events related to Buyer's ownership of the Assets or its operation of the Station on or after the Closing Date. Buyer shall not assume any other obligations or liabilities of Seller, including (i) any obligations or liabilities under any Contract not included in the Assumed Contracts, (ii) any obligations or liabilities under the Assumed Contracts relating to the period prior to the Closing Date, (iii) any claims or pending litigation or proceedings relating to the operation of the Station prior to the Closing, (iv) any obligations or liabilities arising under capitalized leases or other financing agreements, (v) any obligations or liabilities arising under agreements entered into other than in the ordinary course of business, (vi) any obligations or liabilities of Seller under any employee pension, retirement, health and welfare or other benefit plans or collective bargaining agreements, (vii) any obligation to any employee of the Station for severance benefits, vacation time, or sick leave accrued prior to the Closing Date, or (viii) any obligations or liabilities caused by, arising out of, or resulting from any action or omission of Seller prior to the Closing, and all such obligations and liabilities shall remain and be the obligations and liabilities solely of Seller.

  • REPRESENTATIONS, WARRANTIES AND AGREEMENTS OF THE ADVISER The Adviser represents, warrants and agrees that:

  • Nonsurvival of Representations, Warranties and Agreements None of the representations, warranties, covenants and agreements in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time, except for those covenants and agreements contained herein and therein which by their terms apply in whole or in part after the Effective Time.

  • Representations, Warranties and Agreements of the Company The Company represents, warrants and agrees that:

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